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Stockholders Equity and Share-Based Compensation
6 Months Ended
Jun. 29, 2014
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]  
Share-Based Compensation
Share-based Benefit Plans

Share-based Plans. The Company has a share-based compensation program that provides its Board of Directors with broad discretion in creating equity incentives for employees, officers, non-employee board members and non-employee service providers. This program includes incentive and non-statutory stock option awards, stock appreciation rights (“SARs”), RSUs, performance-based cash bonus awards for Section 16 executive officers and an automatic grant program for non-employee board members pursuant to which such individuals will receive option grants or other stock awards at designated intervals over their period of board service. These awards are granted under various programs, all of which are stockholder approved. Stock option awards generally vest as follows: 25% of the shares vest on the first anniversary of the vesting commencement date and the remaining 75% vest proportionately each quarter over the next 12 quarters of continued service. RSUs generally vest in equal annual installments over a four-year period. Initial grants to non-employee board members under the automatic grant program vest in equal annual installments over a four-year period and subsequent grants to non-employee board members generally vest over a one-year period in accordance with the specific vesting provisions set forth in that program. Additionally, the Company has an Employee Stock Purchase Plan (“ESPP”) that allows employees to purchase shares of common stock at 85% of the fair market value at the subscription date or the date of purchase, whichever is lower.

Valuation Assumptions

Option Plan Shares. The fair value of the Company’s stock options granted, excluding unvested stock options assumed through acquisitions, was estimated using the following weighted-average assumptions:
 
Three months ended
 
Six months ended
 
June 29,
2014
 
June 30,
2013
 
June 29,
2014
 
June 30,
2013
Dividend yield
1.20% - 1.25%
 
—%
 
1.20% - 1.44%
 
—%
Expected volatility
0.31
 
0.32
 
0.32
 
0.38
Risk-free interest rate
1.19%
 
0.72%
 
1.22%
 
0.68%
Expected term
4.2 years
 
4.3 years
 
4.4 years
 
4.4 years
Estimated annual forfeiture rate
8.79%
 
8.51%
 
8.79%
 
8.51%
Weighted-average fair value at grant date
$24.07
 
$16.22
 
$18.83
 
$16.44


RSU Plan Shares. The fair value of the Company’s RSU awards granted was valued using the closing price of the Company’s stock price on the date of grant.

Employee Stock Purchase Plan Shares. The fair value of shares issued under the Company’s ESPP program was estimated using the following weighted-average assumptions:
 
Three months ended
 
Six months ended
 
June 29,
2014
 
June 30,
2013
 
June 29,
2014
 
June 30,
2013
Dividend yield
1.25%
 
—%
 
1.25%
 
—%
Expected volatility
0.31
 
0.33
 
0.31
 
0.33
Risk-free interest rate
0.08%
 
0.13%
 
0.08%
 
0.13%
Expected term
½ year
 
½ year
 
½ year
 
½ year
Weighted-average fair value at purchase date
$17.25
 
$12.54
 
$17.25
 
$12.54


Share-based Compensation Plan Activities

Stock Options and SARs. A summary of stock option and SARs activities under all of the Company’s share-based compensation plans as of June 29, 2014 and changes during the six months ended June 29, 2014 are presented below (in thousands, except for weighted-average exercise price and remaining contractual term):
 
Shares
 
Weighted-Average Exercise Price
 
Weighted-Average Remaining Contractual Term (Years)
 
Aggregate Intrinsic Value
Options and SARs outstanding at December 29, 2013
6,593

 
$
40.66

 
4.2
 
$
195,018

Granted
990

 
75.91

 
 
 
 
Exercised
(2,392
)
 
37.90

 
 
 
40,580

Forfeited
(104
)
 
48.28

 
 
 
 

Expired
(5
)
 
37.68

 
 
 
 

Options and SARs outstanding at June 29, 2014
5,082

 
48.67

 
4.6
 
274,748

Options and SARs vested and expected to vest after June 29, 2014, net of forfeitures
4,746

 
47.85

 
4.5
 
260,544

Options and SARs exercisable at June 29, 2014
1,849

 
35.62

 
3.2
 
124,068



At June 29, 2014, the total unrecognized compensation cost related to stock options, net of estimated forfeitures, was approximately $47.5 million, and this amount is expected to be recognized over a weighted-average period of approximately 2.4 years. As of June 29, 2014, the Company had fully expensed all of its SARs awards.

Restricted Stock Units. RSUs are settled in shares of the Company’s common stock upon vesting on a one-for-one basis. Typically, vesting of RSUs is subject to the employee’s continuing service to the Company. The cost of these awards is determined using the fair value of the Company’s common stock on the date of grant, and compensation is recognized on a straight-line basis over the requisite vesting period.

A summary of the changes in RSUs outstanding under the Company’s share-based compensation plans during the six months ended June 29, 2014 is presented below (in thousands, except for weighted-average grant date fair value):
 
Shares
 
Weighted-Average Grant Date Fair Value
 
Aggregate Intrinsic Value
Non-vested share units at December 29, 2013
4,454

 
$
49.87

 
$
221,457

Granted
2,168

 
76.29

 
 

Vested
(1,259
)
 
46.13

 
97,486

Forfeited
(182
)
 
54.87

 
 

Non-vested share units at June 29, 2014
5,181

 
61.65

 
319,390



At June 29, 2014, the total unrecognized compensation cost related to RSUs, net of estimated forfeitures, was approximately $234.1 million, and this amount is expected to be recognized over a weighted-average period of approximately 2.9 years.

Employee Stock Purchase Plan. At June 29, 2014, the total unrecognized compensation cost related to ESPP was approximately $1.6 million, and this amount is expected to be recognized over a period of one month.

Share-based Compensation Expense. The following tables set forth the detailed allocation of the share-based compensation expense (in thousands):
 
Three months ended
 
Six months ended
 
June 29,
2014
 
June 30,
2013
 
June 29,
2014
 
June 30,
2013
Share-based compensation expense by caption:
 
 
 
 
 
 
 
Cost of revenue
$
3,507

 
$
2,447

 
$
6,117

 
$
4,164

Research and development
17,500

 
12,704

 
33,175

 
24,344

Sales and marketing
7,204

 
4,701

 
13,461

 
8,572

General and administrative
6,238

 
4,809

 
11,726

 
9,315

Total share-based compensation expense
34,449

 
24,661

 
64,479

 
46,395

Total tax benefit recognized
(9,033
)
 
(6,222
)
 
(17,809
)
 
(13,138
)
Decrease in net income
$
25,416

 
$
18,439

 
$
46,670

 
$
33,257

 
 
 
 
 
 
 
 
Share-based compensation expense by type of award:
 
 
 
 
 
 
 
Stock options and SARs
$
7,971

 
$
8,054

 
$
15,895

 
$
16,323

RSUs
23,990

 
14,788

 
43,455

 
26,758

ESPP
2,488

 
1,819

 
5,129

 
3,314

Total share-based compensation expense
34,449

 
24,661

 
64,479

 
46,395

Total tax benefit recognized
(9,033
)
 
(6,222
)
 
(17,809
)
 
(13,138
)
Decrease in net income
$
25,416

 
$
18,439

 
$
46,670

 
$
33,257



Share-based compensation expense of $7.3 million and $2.7 million related to manufacturing personnel was capitalized into inventory as of June 29, 2014 and December 29, 2013, respectively.

The total grant date fair value of options and RSUs vested during the three and six months ended June 29, 2014 and June 30, 2013 was as follows (in thousands):
 
Three months ended
 
Six months ended
 
June 29,
2014
 
June 30,
2013
 
June 29,
2014
 
June 30,
2013
Options
$
7,615

 
$
7,282

 
$
17,843

 
$
21,850

RSUs
8,225

 
6,082

 
58,090

 
35,903

Total grant date fair value of vested options and RSUs
$
15,840

 
$
13,364

 
$
75,933

 
$
57,753

Dividend Declaration
Dividends

The Company’s Board of Directors declared the following dividends:
Declaration Date
 
Dividend per Share
 
Record Date
 
Total Amount Declared
 
Payment Date
 
 
 
 
 
 
(In millions)
 
 
January 21, 2014
 
$
0.225

 
February 3, 2014
 
$
51.7

 
February 24, 2014
April 15, 2014
 
0.225

 
May 5, 2014
 
52.0

 
May 27, 2014

On July 15, 2014, the Company’s Board of Directors declared a dividend of $0.30 per share for holders of record as of August 4, 2014, which is to be paid on August 25, 2014. Future dividends are subject to declaration by the Company’s Board of Directors.